AGREEMENT BETWEEN NOTE HOLDERS Dated as of April 8, 2022 by and between CITI REAL ESTATE FUNDING INC. (Note A-1 Holder, Note A-2 Holder and Note A-3 Holder) and BANK OF MONTREAL (Note A-4 Holder, Note A-5 Holder, Note A-6 Holder, Note A-7 Holder and...Agreement Between Note Holders • November 3rd, 2022 • Benchmark 2022-B37 Mortgage Trust • Asset-backed securities • New York
This AGREEMENT BETWEEN NOTE HOLDERS (this “Agreement”), dated as of April 8, 2022, by and between CITI REAL ESTATE FUNDING INC., a New York corporation (“Citi” and, in its capacity as the initial agent, the “Initial Agent”), BANK OF MONTREAL, a Canadian chartered bank (“BMO”), and BARCLAYS BANK PLC, a public limited company registered in England and Wales (“Barclays”).
CO-LENDER AGREEMENT Dated as of June 21, 2022 by and between CITI REAL ESTATE FUNDING INC. (Initial Note A-1 Holder) and CITI REAL ESTATE FUNDING INC. (Initial Note A-2 Holder) PentaCentre OfficeCo-Lender Agreement • November 3rd, 2022 • Benchmark 2022-B37 Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of June 21, 2022 is by and between CITI REAL ESTATE FUNDING INC. (“CREFI” and together with its successors and assigns in interest, in its capacity as initial owner of the Note A-1, the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”) and CREFI (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-2, the “Initial Note A-2 Holder” and, together with the Initial Note A-1 Holder, the “Initial Note Holders”).
AGREEMENT BETWEEN NOTEHOLDERS Dated as of August 3, 2022 by and among BANK OF MONTREAL (Initial BMO Note A Holder) CITI REAL ESTATE FUNDING INC. (Initial CREFI Note A Holder) STARWOOD MORTGAGE CAPITAL LLC (Initial SMC Note A Holder) BANK OF MONTREAL...Agreement Between Noteholders • November 3rd, 2022 • Benchmark 2022-B37 Mortgage Trust • Asset-backed securities • New York
THIS AGREEMENT BETWEEN NOTEHOLDERS, dated as of August 3, 2022, by and between BANK OF MONTREAL (together with its successors in interest and assigns, “BMO”), a Canadian chartered bank (in its capacity as initial owner of the BMO A Notes, the “Initial BMO Note A Holder” and, in its capacity as the initial agent, the “Initial Agent”), CITI REAL ESTATE FUNDING INC. (together with its successors in interest and assigns, “CREFI”), a New York corporation (in its capacity as initial owner of the CREFI A Notes, the “Initial CREFI Note A Holder”), STARWOOD MORTGAGE CAPITAL LLC (together with its successors in interest and assigns, “SMC”), a Delaware limited liability company (in its capacity as initial owner of the SMC A Notes, the “Initial SMC Note A Holder”), BMO (in its capacity as initial owner of Note B-A, the “Initial Note B-A Holder”), and Park West Village Grand Avenue Partners, LLC (“PWV Grand Avenue”) (in its capacity as initial owner of Note B-B, the “Initial Note B-B Holder”).
GS MORTGAGE SECURITIES CORPORATION II, PURCHASER and GERMAN AMERICAN CAPITAL CORPORATION, SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of November 3, 2022 Benchmark 2022-B37 Mortgage Trust Commercial Mortgage Pass-Through Certificates Series 2022-B37Mortgage Loan Purchase Agreement • November 3rd, 2022 • Benchmark 2022-B37 Mortgage Trust • Asset-backed securities • New York
maintained by the ground tenant (or approved triple net lease tenant, if applicable) in the ground lease (or approved triple net lease, if applicable), the Mortgagor may rely on insurance provided by the related ground tenant or approved triple net lease tenant in lieu of the insurance policies otherwise required under the Mortgage Loan documents, to the extent that such insurance complies with the insurance requirements under the ground lease or such approved triple net lease, as applicable. The insurance requirements of the ground lease in effect as of the origination date do not conform to, and are less than, the insurance coverages required by Representation 16 and by the Mortgage Loan documents. In the event of any conflict between the provisions of the Mortgage Loan documents and the ground lease or an approved triple net lease, with respect to a casualty to, and restoration of, the Mortgaged Property, the provisions of the ground lease or an approved triple net lease will contro
CO-LENDER AGREEMENT Dated as of October 25, 2022 by and between CITI REAL ESTATE FUNDING INC. (Initial Note A-1 Holder) and CITI REAL ESTATE FUNDING INC. (Initial Note A-2-1 Holder) and CITI REAL ESTATE FUNDING INC. (Initial Note A-2-2 Holder) and...Lender Agreement • November 3rd, 2022 • Benchmark 2022-B37 Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (this “Agreement”), dated as of October 25, 2022 is by and between CITI REAL ESTATE FUNDING INC. (“CREFI” and, together with its successors and assigns in interest, in its capacity as initial owner of the Note A-1, the “Initial Note A-1 Holder”, and in its capacity as the initial agent, the “Initial Agent”) , CREFI (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-2-1, the “Initial Note A-2-1 Holder”), CREFI (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-2-2, the “Initial Note A-2-2 Holder”) and CREFI (together with its successors and assigns in interest, in its capacity as initial owner of the Note A-3, the “Initial Note A-3 Holder” and, together with the Initial Note A-1 Holder, the Initial Note A-2-1 Holder and the Initial Note A-2-2 Holder, the “Initial Note Holders”).
AGREEMENT BETWEEN NOTEHOLDERS Dated as of November 3, 2022 by and among GOLDMAN SACHS BANK USA (Initial Note A-1 Holder) and GOLDMAN SACHS BANK USA (Initial Note A-2 Holder) Riverport TowerAgreement • November 3rd, 2022 • Benchmark 2022-B37 Mortgage Trust • Asset-backed securities • New York
CO-LENDER AGREEMENT Dated as of November 3, 2022 between DBR INVESTMENTS CO. LIMITED (Note A-1 Holder) DBR INVESTMENTS CO. LIMITED (Note A-2 Holder) DBR INVESTMENTS CO. LIMITED (Note A-3 Holder) DBR INVESTMENTS CO. LIMITED (Note A-4 Holder) and DBR...Lender Agreement • November 3rd, 2022 • Benchmark 2022-B37 Mortgage Trust • Asset-backed securities • New York
THIS CO-LENDER AGREEMENT (the “Agreement”), dated as of November 3, 2022, is between DBR INVESTMENTS CO. LIMITED, an Exempted Company incorporated in the Cayman Islands (“DBRI”), having an address at 1 Columbus Circle, New York, New York 10019, as Note A-1 Holder, DBRI as Note A-2 Holder, DBRI as Note A-3 Holder, DBRI as Note A-4 Holder and DBRI as Note A-5 Holder.
GS MORTGAGE SECURITIES CORPORATION II, PURCHASER and CITI REAL ESTATE FUNDING INC., SELLER MORTGAGE LOAN PURCHASE AGREEMENT Dated as of November 3, 2022 Benchmark 2022-B37 Mortgage Trust Commercial Mortgage Pass-Through Certificates Series 2022-B37Mortgage Loan Purchase Agreement • November 3rd, 2022 • Benchmark 2022-B37 Mortgage Trust • Asset-backed securities • New York
This Mortgage Loan Purchase Agreement (this “Agreement”), dated as of November 3, 2022, is between GS Mortgage Securities Corporation II, a Delaware corporation, as purchaser (in such capacity, the “Purchaser”), and Citi Real Estate Funding Inc., a New York corporation, as seller (the “Seller”).
GS MORTGAGE SECURITIES CORPORATION II BENCHMARK 2022-B37 MORTGAGE TRUST COMMERCIAL MORTGAGE PASS-THROUGH CERTIFICATES, SERIES 2022-B37 Underwriting Agreement Dated as of October 25, 2022Underwriting Agreement • November 3rd, 2022 • Benchmark 2022-B37 Mortgage Trust • Asset-backed securities
Deutsche Bank Securities Inc. 1 Columbus Circle New York, New York 10019 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179
